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Telix Pharmaceuticals Ltd Capital/Financing Update 2019

Jul 22, 2019

31324_rns_2019-07-22_b6414c9c-df8d-40b5-81b8-18ff8a88f188.pdf

Capital/Financing Update

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Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

Telix Pharmaceuticals Limited

ABN

85 616 620 369

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1
+Class
of
+securities
issued or to be issued
2
Number of
+securities
issued or to be issued (if
known)
or
maximum
number which may be
issued
3
Principal terms of the
+securities
(e.g.
if
options, exercise price
and expiry date; if partly
paid
+securities,
the
amount outstanding and
due dates for payment;
if+convertible securities,
the conversion price and
dates for conversion)
1. Issue of Fully Paid Ordinary Shares (Shares)
2. Lapse (unvested) of Unlisted Share Options
(Options)
1. Issue
of
30,770,000
Shares
further
to
Placement announced 17 July 2019
2.366,800 Options lapsed, unvested
(
266,800 TLXO002 plus 100,000 TLXO004)
1. Fully Paid Ordinary Shares issued at $1.30
per Share
2.N/A
  • See chapter 19 for defined terms.

04/03/2013 TEL005_1900178_021.DOC

Appendix 3B Page 1

Appendix 3B New issue announcement

4 Do the[+] securities rank equally Yes, from issue the Shares will rank in all respects from the[+] issue equally in all respects with the existing fully date with an existing[+] class of paid ordinary shares in the Company. quoted[+] securities? If the additional[+] securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration $1.30 per Share 6 Purpose of the issue Issue of Shares follows completion of an (If issued as consideration for AUD $40.0 million private placement to the acquisition of assets, clearly professional and sophisticated investors, identify those assets) announced 17 July 2019. Capital raised will be applied to Telix’s clinical activity and commercial product launch. The capital raise supports multiple important commercial and clinical milestones for the Company in 2019/20. See the investor presentation lodged with ASX on 17 July 2019 available at www.asx.com.au for further details. 6a Is the entity an[+] eligible entity Yes that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the[+] securities the subject of this Appendix 3B , and comply with section 6i 6b The date the security holder 22 May 2019 resolution under rule 7.1A was passed 6c Number of[+] securities issued 30,770,000 Shares without security holder approval under rule 7.1 6d Number of[+] securities issued N/A

  • See chapter 19 for defined terms.

Appendix 3B Page 2

04/03/2013

Appendix 3B New issue announcement

with security holder approval
under rule 7.1A
6e
Number of+securities issued
with security holder approval
under rule 7.3, or another
specific
security
holder
approval
(specify
date
of
meeting)
6f
Number of+securities issued
under an exception in rule 7.2
6g
If+securities issued under rule
7.1A, was issue price at least
75% of 15 day VWAP as
calculated under rule 7.1A.3?
Include the+issue date and
both values. Include the source
of the VWAP calculation.
6h
If+securities were issued under
rule
7.1A
for
non-cash
consideration, state date on
which valuation of consideration
was released to ASX Market
Announcements
6i
Calculate the entity’s remaining
issue capacity under rule 7.1
and rule 7.1A – complete
Annexure 1 and release to ASX
Market Announcements
7
+Issue dates
Note: The issue date may be prescribed by
ASX (refer to the definition of issue date in
rule 19.12). For example, the issue date for
a pro rata entitlement issue must comply with
the applicable timetable in Appendix 7A.
Cross reference: item 33 of Appendix 3B.
8
Number
and
+class
of
all
+securities
quoted
on
ASX
(_including_the
+securities in
section 2 if applicable)
N/A
N/A

N/A
N/A
Capacity under LR 7.1 = 1,984,875
Capacity under LR 7.1A = 21,836,583
Wednesday 24 July 2019
Number +Class
181,743,923 Fully paid ordinary
shares
  • See chapter 19 for defined terms.

04/03/2013 TEL005_1900178_021.DOC

Appendix 3B Page 3

Appendix 3B New issue announcement

9
Number
and
+class
of
all
+securities not quoted on ASX
(_including_the
+securities in
section 2 if applicable)
Number +Class
67,391,913
4,149,000
2,475,000
3,183,200
780,923
6,745,000
ASX restricted
securities subject to
mandatory escrow
until 15 November
2019
Share options with an
exercise price of
$0.85 each and an
expiry date of 14
October 2021
(TLXO001)
Share options with an
exercise price of
$0.85 each and an
expiry date of 14
October 2021
(TLXO001) –
Restricted until 15
November 2019.
Share options with an
exercise price of
$0.85 each and an
expiry date of 11 June
2022 (TLXO002)
Warrants exercisable
at $1.34 and in
accordance with their
terms of issue
(TLX003).
Share options with an
exercise price of
$1.09 each and an
expiry date of 24
January 2023
(TLXO004)

10 Dividend policy (in the case of a Unchanged. trust, distribution policy) on the increased capital (interests)

  • See chapter 19 for defined terms.

Appendix 3B Page 4

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Appendix 3B New issue announcement

Part 2 - Pro rata issue – Not applicable

==> picture [178 x 424] intentionally omitted <==

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11 Is security holder approval
required?
12 Is the issue renounceable or
non-renounceable?
13 Ratio in which the [+] securities will
be offered
14 +Class of +securities to which
the offer relates
15 +Record date to determine
entitlements
16 Will holdings on different
registers (or subregisters) be
aggregated for calculating
entitlements?
17 Policy for deciding entitlements
in relation to fractions
18 Names of countries in which the
entity has security holders who
will not be sent new offer
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing date for receipt of
acceptances or renunciations
----- End of picture text -----

  • See chapter 19 for defined terms.

04/03/2013 TEL005_1900178_021.DOC

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Appendix 3B New issue announcement

20 Names of any underwriters
21 Amount of any underwriting fee
or commission
22 Names of any brokers to the
issue
23 Fee or commission payable to
the broker to the issue
24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of security holders
25 If the issue is contingent on
security holders’ approval, the
date of the meeting
26 Date
entitlement
and
acceptance
form
and
offer
documents
will
be
sent

to
persons entitled
27 If the entity has issued options,
and the terms entitle option
holders
to
participate
on
exercise, the date on which
notices will be sent to option
holders
28 Date rights trading will begin (if
applicable)
29 Date rights trading will end (if
applicable)
30 How do security holders sell
their entitlements_in full_through
a broker?
31 How do security holders sell part
of their entitlements through a
broker
and
accept
for
the
balance?
  • See chapter 19 for defined terms.

Appendix 3B Page 6

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Appendix 3B New issue announcement

  • 32 How do security holders dispose of their entitlements (except by sale through a broker)?

  • 33 +Issue date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

  • 34 Type of[+] securities ( tick one )

  • (a) X +Securities described in Part 1

  • (b)[All other ][+][securities ]

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

  • 35[If the ][+][securities are ][+][equity securities, the names of the 20 largest holders of ] the additional[+] securities, and the number and percentage of additional +securities held by those holders

  • 36[If the ] +securities setting out the number of holders in the categories[+][securities are ][+][equity securities, a distribution schedule of the additional ] 1 - 1,000

1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over

  • 37[A copy of any trust deed for the additional ][+][securities ]
  • See chapter 19 for defined terms.

04/03/2013 TEL005_1900178_021.DOC

Appendix 3B Page 7

Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38
Number of+securities for which
+quotation is sought
39
+Class of+securities for which
quotation is sought
40
Do the+securities rank equally in
all respects from the+issue date
with an existing+class of quoted
+securities?
If the additional+securities do not
rank equally, please state:
•the date from which they do
•the extent to which they
participate
for
the
next
dividend, (in the case of a
trust, distribution) or interest
payment
•the extent to which they do
not rank equally, other than in
relation to the next dividend,
distribution
or
interest
payment
41
Reason for request for quotation
now
Example: In the case of restricted securities,
end of restriction period
(if issued upon conversion of
another+security, clearly identify
that other+security)
42
Number
and
+class
of
all
+securities
quoted
on
ASX
(including
the
+securities
in
clause 38)
Number +Class
  • See chapter 19 for defined terms.

Appendix 3B Page 8

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Appendix 3B New issue announcement

Quotation agreement

  • 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

  • 2 We warrant the following to ASX.

  • The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

  • There is no reason why those[+] securities should not be granted +quotation.

  • An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

  • If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

  • 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

  • 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

Sign here: . ...................................................... Date: 23 July 2019 ( ~~Director~~ /Company Secretary)

Print name:

== == == == ==

  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 9TEL005_1900178_021.DOC

Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

==> picture [415 x 404] intentionally omitted <==

----- Start of picture text -----

Insert number of fully paid [+] ordinary 197,437,500
securities on issue 12 months before the
+issue date or date of agreement to issue
Add the following:
• Number of fully paid [+] ordinary securities
issued in that 12 month period under an
exception in rule 7.2
• Number of fully paid [+] ordinary securities 20,928,336
issued in that 12 month period with
shareholder approval
• Number of partly paid [+] ordinary
securities that became fully paid in that
12 month period
Note:
• Include only ordinary securities here –
other classes of equity securities cannot
be added
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
Subtract the number of fully paid [+] ordinary 0
securities cancelled during that 12 month
period
“A” 218,365,836
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3B Page 10

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Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”
“B” 0.15
[Note: this value cannot be changed]
Multiply“A” by 0.15 32,754,875
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1
that has already been used
Insertnumber of+equity securities issued
or agreed to be issued in that 12 month
period_not counting_those issued:
• Under an exception in rule 7.2
• Under rule 7.1A
• With security holder approval under rule
7.1 or rule 7.4
Note:
• This applies to equity securities, unless
specifically excluded – not just ordinary
securities
• Include here (if applicable) the securities
the subject of the Appendix 3B to which
this form is annexed
• It may be useful to set out issues of
securities on different dates as separate
line items
30,770,000 Fully Paid Ordinary Shares (the
Subject of this Appendix 3B).
“C” 30,770,000
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining
placement capacity under rule 7.1
“A” x 0.15
Note: number must be same as shown in
Step 2
32,754,875
Subtract“C”
Note: number must be same as shown in
Step 3
30,770,000
Total[“A” x 0.15] – “C” 1,984,875_[Note: this is the remaining_
placement capacity under rule 7.1]
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 11TEL005_1900178_021.DOC

Appendix 3B New issue announcement

Part 2

==> picture [415 x 482] intentionally omitted <==

----- Start of picture text -----

Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement
capacity is calculated
“A” 218,365,836
Note: number must be same as shown in
Step 1 of Part 1
Step 2: Calculate 10% of “A”
“D” 0.10
Note: this value cannot be changed
Multiply “A” by 0.10 21,836,583
Step 3: Calculate “E”, the amount of placement capacity under rule
7.1A that has already been used
Insert number of [+] equity securities issued
or agreed to be issued in that 12 month
period under rule 7.1A
Notes:
• This applies to equity securities – not
just ordinary securities
• Include here – if applicable – the
securities the subject of the Appendix
3B to which this form is annexed
• Do not include equity securities issued
under rule 7.1 (they must be dealt with
in Part 1), or for which specific security
holder approval has been obtained
• It may be useful to set out issues of
securities on different dates as separate
line items
“E” 0
----- End of picture text -----

  • See chapter 19 for defined terms.

Appendix 3B Page 12

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Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining
placement capacity under rule 7.1A
“A” x 0.10
Note: number must be same as shown in
Step 2
21,836,583
Subtract“E”
Note: number must be same as shown in
Step 3
0
Total[“A” x 0.10] – “E” 21,836,583
Note: this is the remaining placement
capacity under rule 7.1A
  • See chapter 19 for defined terms.

04/03/2013

Appendix 3B Page 13TEL005_1900178_021.DOC